Eregli Demir ve Çelik Fabrikalari T : 2023 3 Months Interim Report

EREĞLİ DEMİR VE ÇELİK FABRİKALARI T.A.Ş.

For the Period 1 January - 31 March 2023 Condensed Board of Directors' Activity Report

EREĞLİ DEMİR VE ÇELİK FABRİKALARI T.A.Ş.

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BOARD OF DIRECTORS' ACTIVITY REPORT PREPARED IN ACCORDANCE

WITH THE COMMUNIQUÉ SERIAL:II, NO:14.1

A - GENERAL INFORMATION

1. Period of the Report
   1 January - 31 March 2023
2. Information About the Association
   - Title: EREĞLİ DEMİR VE ÇELİK FABRİKALARI T.A.Ş.
   - Trade Registry Number: 863637
   - Address: Barbaros Mah. Ardıç Sok. No: 6 Ataşehir/İSTANBUL
   - Website:www.erdemir.com.tr
3. Shareholding and Capital Structure

Authorized Capital	: TRY 7.000.000 thousand
Paid-in Capital	: TRY 3.500.000 thousand
		Shares
Shareholders		(Thousand TRY)	%
ATAER Holding A.Ş.	1.724.982	49,29
Publicly Held		1.667.181	47,63
Erdemir's Own Shares	107.837	3,08
Total		3.500.000	100,00

No change has occurred in shareholding and capital structure in the period.

4. Board of Directors, Executive Management and Number of Personnel

According to the Turkish Commercial Code and related regulations, the election of the Board of Directors is executed by the General Assembly within the framework of the Articles of Association. Should there be an opening in the Board of Directors Membership within the respective period; an election for the available positions is made according to the provisions of Turkish Commercial Code and Company's Articles of Association and the results are submitted to the next general assembly to be approved. The Company's 2022 Regular General Assembly has been executed on 31 March 2023.

At the Ordinary General Assembly Meeting held on March 31, 2023, the membership number of Board of Directors has determined as 9 and 6 Board Members were elected to serve for 3 years and 3 independent board members were elected to serve for 1 year period in accordance with the 10th and 11th articles of Articles of Association within the framework of Turkish Commercial Code and Capital Market Law.

EREĞLİ DEMİR VE ÇELİK FABRİKALARI T.A.Ş.

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BOARD OF DIRECTORS' ACTIVITY REPORT PREPARED IN ACCORDANCE

WITH THE COMMUNIQUÉ SERIAL:II, NO:14.1

The active members of the Board of Directors as of reporting period:

	Board of Directors	Title	Effective from
	OYTAŞ İç ve Dış Ticaret A.Ş.	Chairman	27.05.2013 (*)
	(Represented by: Süleyman Savaş ERDEM)
	OMSAN Lojistik A.Ş.	Deputy Chairman-	11.09.2012 (*)
	(Represented by: Baran ÇELİK)	Executive Director
	OYAK Pazarlama Hizmet ve Turizm A.Ş.	Board Member and	13.09.2012 (*)
	Executive Director
	(Represented by: Gürtan DAMAR)
	Republic of Türkiye Ministry of Treasury and		20.09.2012 (*)
	Finance Privatization Administration	Board Member
	(Represented by: Bekir Emre HAYKIR)
	OYKA Kağıt Ambalaj Sanayii ve Ticaret A.Ş.	Board Member	12.09.2012 (*)
	(Represented by: Volkan ÜNLÜEL)
	OYAK Denizcilik ve Liman İşletmeleri A.Ş.	Board Member	12.09.2012 (*)
	(Represented by: Güliz KAYA)
	Ali FİDAN	Independent	31.03.2017
	Board Member
	Emre GÖLTEPE	Independent	17.03.2022
	Board Member
	Kadri ÖZGÜNEŞ	Independent	31.03.2023
	Board Member
(*) Inauguration date of the legal entity.

Changes in the Executive Board within the Period

• At the Ordinary General Assembly Meeting held on March 31, 2023, OYTAŞ İç ve Dış Ticaret A.Ş. (represented by Süleyman Savaş ERDEM), OMSAN Lojistik A.Ş. (represented by Baran ÇELİK), OYAK Pazarlama Hizmet ve Turizm A.Ş.
  (represented by Gürtan DAMAR), Republic of Türkiye Ministry of Treasury and Finance Privatization Administration (represented by Bekir Emre HAYKIR),
  OYKA Kağıt Ambalaj Sanayii ve Ticaret A.Ş. (represented by Volkan ÜNLÜEL) and OYAK Denizcilik ve Liman İşletmeleri A.Ş. (represented by Güliz KAYA) have been elected as board members for serving 3 years period and Ali FİDAN, Emre GÖLTEPE and Kadri ÖZGÜNEŞ have been elected as independent board members for serving 1 year period.
• It has been resolved to elect Board Member OYTAŞ İç ve Dış Ticaret A.Ş. (represented by Süleyman Savaş ERDEM) as Chairman and to elect OMSAN Lojistik A.Ş. (represented by Baran ÇELİK) as Deputy Chairman at task distribution for serving 1 year period and to authorize Deputy Chairman OMSAN
  Lojistik A.Ş. (represented by Baran ÇELİK) and Board Member OYAK Pazarlama Hizmet ve Turizm A.Ş. (represented by Gürtan DAMAR) as "Executive Director" with the decision of Board of Directors numbered 9887.

EREĞLİ DEMİR VE ÇELİK FABRİKALARI T.A.Ş.

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BOARD OF DIRECTORS' ACTIVITY REPORT PREPARED IN ACCORDANCE

WITH THE COMMUNIQUÉ SERIAL:II, NO:14.1

Powers and Duties of the Members of the Board of Directors'

The Chairman and the members of the Board of Directors possess duties and authorities set out in the Turkish Trade Act's relevant clauses and in the Articles of Association.

Executive Management

Executive	Title	Effective	Education	Experience
Management	from
	Deputy Chairman		Boğaziçi University -
Baran ÇELİK	and Executive	14.02.2023	19 Years
International Trade
	Director
			Yıldız Technical
Gürtan	Board Member and	23.02.2021	University -	28 Years
DAMAR	Executive Director	Mechanical
			Engineering
			Yıldız Technical
Niyazi Aşkın	General Manager	12.09.2022	University -	29 Years
PEKER	Metallurgy
			Engineering
	Procurement		Middle East
İsmail Kürşad		Technical University
Group Vice	21.02.2017	- Political Science	27 Years
KORKMAZ
President		and Public
			Administration
			Bülent Ecevit
	Financial		University
		- Management
	Management and
Mustafa Serdar		(Master's Degree)	19 Years
Financial Affairs	24.09.2020
BAŞOĞLU	Karadeniz Technical
Group Vice
		University - Public
	President
		Finance (Bachelor's
			Degree)
	Marketing and		İstanbul Technical
Fatih ÇITAK	Sales Group Vice	18.01.2020	University - Industrial	24 Years
	President		Engineering
	Enterprise		Selçuk University
		- Economics
	Architecture and
		(Doctor's Degree)
Ercan KAYA	Human Resources	21.07.2020	35 Years
Hacettepe University
	Group Vice
		-Economics
	President
		(Master's Degree)
			Middle East
Sinan	Operations Deputy		Technical University
General Manager	27.09.2021	- Metallurgy and	26 Years
BOZKURT
		Materials
			Engineering

EREĞLİ DEMİR VE ÇELİK FABRİKALARI T.A.Ş.

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BOARD OF DIRECTORS' ACTIVITY REPORT PREPARED IN ACCORDANCE

WITH THE COMMUNIQUÉ SERIAL:II, NO:14.1

1. The Transactions of Board Members made on its behalf or on behalf of other and the activities as part of prohibition of competition
   At the Ordinary General Assembly held on 31 March 2023, it is consented to give the authority for transactions for 2023 according to article 395 and 396 of Turkish Commercial Code to the Members of the Board.
   No transaction had been realized in this context.
2. Personnel and Worker Movements and Collective Bargaining Practices and Rights and Benefits Provided to Personnel and Workers
   29th Period Collective Labor Agreement, which will be valid between September 1, 2022 and August 31, 2024 has been signed on January 06, 2023 between Turkish Employers' Association of Metal Industries (MESS) on behalf of our company and Turkish Metal Union as the collective bargaining agency.
   27th Period Collective Labor Agreement, which will be valid between January 1, 2021 and December 31, 2022 has been signed on May 24, 2021 between Özçelik-İş Union and İskenderun Demir ve Çelik A.Ş.. 28th Period Collective Labor Agreement negotiotions started on January 17, 2023.
   In the scope of collective agreement applications, the rights and benefits of the employees are classified under bonuses, social benefits, and vacations. Bonuses and social benefits are; bonuses, holiday allowance, heating allowance, paid annual leave allowance, marriage allowance, birth allowance, bereavement allowance, military service allowance, children allowance, educational allowance meal allowance and transportation.
   Vacations are; paid annual leaves, accompaniment leaves for medical purposes, accompaniment leaves excused absences, unpaid leaves, and other paid leaves consisting marital leaves, bereavement leaves, pregnancy leaves, maternity leaves, nursing leaves, adoption leaves, part-time work leaves, transport leaves and leaves in case of a natural catastrophe.
   Bereavement allowance, transportation and meal allowance, derived from the social benefits, are given to all employees; the rest is given only to blue-collar workers. Paid annual leaves, leaves of absence with excuse, marital leaves, bereavement leaves, maternity leaves, and pregnancy leave, accompaniment leaves, adoption leaves, part- time work leaves, transport leaves, unpaid leaves and nursing leaves can be taken by all employees; the rest is taken only by blue-collar workers.